Simpson Thacher is representing Jazz Pharmaceuticals, Inc., a private company whose investors include KKR, in the acquisition of Orphan Medical, Inc., a public company. Under the terms of the merger agreement entered into between the parties on April 18, 2005, Jazz Pharmaceuticals will acquire all of the outstanding shares of common stock of Orphan Medical for $10.75 in cash per share, and Orphan Medical will become a wholly-owned subsidiary of Jazz Pharmaceuticals. The transaction is expected to be completed in June 2005, subject to receipt of Orphan Medical stockholder approval, the closing of debt financing arrangements and satisfaction of customary closing conditions.
The Simpson Thacher team includes David Sorkin, Kirsten Jensen, Justin DeSpirito and David Wagner (M&A), Bill Sheehan (Credit), Alvin Brown and Richard Grimm (Employee Benefits), Jeff Ostrow and Daniel Frommer (Intellectual Property), Steve Todrys (Tax) and Joe Tringali and Bob Palme (Antitrust).